Vehicle Use. Each Group IV Lessee shall use Group IV Vehicles leased hereunder solely for such Group IV Lessee's domestic daily rental car operations, whether through Fleet Sharing Parties or directly; PROVIDED that a Group IV Lessee (the "NAMED GROUP IV LESSEE") may permit (i) another Group IV Lessee or (ii) a Group IV Lessee under any other Group IV Leasing Company Lease or ANC Rental (each, an "OTHER PERMITTED USER") to use Group IV Vehicles leased by the Named Group IV Lessee hereunder in the ordinary course of the domestic daily rental car operations of such Other Permitted User (but the Named Group IV Lessee shall remain fully liable for its obligations under this Lease and the other Group IV Related Documents); PROVIDED FURTHER that a Group IV Lessee may, from time to time, permit Fleet Sharing Parties to use Group IV Vehicles leased by such Group IV Lessee hereunder pursuant to Group IV Lessee Agreements, including Fleet Sharing Agreements, used in the ordinary course of the Group IV Lessee's business, and each such Fleet Sharing Party shall rent Group IV Vehicles used by it pursuant to a Fleet Sharing Agreement to consumers in the ordinary course of such Fleet Sharing Party's domestic daily rental car operations; PROVIDED FURTHER, HOWEVER, that the aggregate Group IV Net Book Value of all Group IV Vehicles subject to Fleet Sharing Agreements on any day plus the aggregate Group IV Net Book Value (as defined in the applicable Group IV Leasing Company Lease) of all Group IV Vehicles (as defined in the applicable Group IV Leasing Company Lease) leased under all other Group IV Leasing Company Leases subject to Fleet Sharing Agreements (as defined in the applicable Group IV Leasing Company Lease) on such day shall not exceed an amount equal to the greater of (a) 10% of the sum of the aggregate Group IV Net Book Value of all Group IV Vehicles leased under this Lease and the aggregate Group IV Net Book Value (as defined in the applicable Group IV Leasing Company Lease) of all Group IV Vehicles (as defined in the applicable Group IV Leasing Company Lease) leased under all such other Group IV Leasing Company Leases on such day, and (b) such greater amount in respect of which the Rating Agency Confirmation Condition with respect to each Series of Group IV Notes shall have been satisfied; PROVIDED, HOWEVER, any such Rating Agency Confirmation Condition in respect of Moody's shall be satisfied if Moody's has given its prior written noti▇▇ ▇▇ ▇he intention to increas▇ ▇▇▇ ▇receding 10% limitation to a greater amount pursuant to clause (b). Notwithstanding any such Group IV Lessee Agreement, each Group IV Lessee shall remain fully liable for its obligations under this Lease and the other Group IV Related Documents (including any obligation hereunder or thereunder that it may cause any Fleet Sharing Party to perform or fulfill). Each Group IV Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Group IV Lessor, the Master Collateral Agent, the Servicer or the Trustee shall from time to time reasonably request in order (x) to establish, perfect and maintain the Group IV Lessor's title to and interest in the Group IV Acquired Vehicles and Company Vehicles and the related Certificates of Title and the Group IV Lessee's title to and interest in all other Group IV Vehicles and the related Certificates of Title as against any third party in any applicable jurisdiction and (y) to establish, perfect and maintain the Master Collateral Agent's lien on all Group IV Vehicles as noted (other than in respect of any Group IV Initial Fleet) on the related Certificates of Title as a perfected first-priority lien in any applicable jurisdiction. A Group IV Lessee may, at the Group IV Lessee's sole expense, change the place of principal location of any Group IV Vehicles. Within sixty (60) days after any such change of location, the Group IV Lessee shall take all actions necessary (i) to maintain the perfected first-priority Lien of the Master Collateral Agent on such Group IV Vehicles as noted (other than in respect of any Group IV Initial Fleet) on the Certificates of Title with respect to such Group IV Vehicles and the Group IV Lessor shall cooperate to the extent required for the Group IV Lessee to do so, and (ii) to meet all material legal requirements applicable to such Group IV Vehicles in connection with, or as a result of, such change of location. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Group IV Lessor's request, each Group IV Lessee shall advise the Group IV Lessor in writing where all Group IV Vehicles leased hereunder as of such date are principally located. No Group IV Lessee shall knowingly use any Group IV Vehicles, or knowingly permit the same to be used, for any unlawful purpose. Each Group IV Lessee shall and shall require the Fleet Sharing Parties to use reasonable precautions to prevent loss or damage to Group IV Vehicles. Each Group IV Lessee shall or shall cause the Fleet Sharing Parties to comply in all material respects with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Group IV Vehicles and shall and shall require the Fleet Sharing Parties to take reasonable steps to ensure that operators are licensed. Each Group IV Lessee shall or shall cause each applicable Fleet Sharing Party to perform, at its own expense, such vehicle preparation and conditioning services with respect to Group IV Vehicles leased by it as are customary.
Appears in 3 contracts
Sources: Master Motor Vehicle Lease and Servicing Agreement (Anc Rental Corp), Master Motor Vehicle Lease and Servicing Agreement (Anc Rental Corp), Master Motor Vehicle Lease and Servicing Agreement (Anc Rental Corp)
Vehicle Use. Each Group IV Lessee shall use Group IV Vehicles leased hereunder solely for such Group IV Lessee's domestic daily rental car operations, whether through Fleet Sharing Parties or directly; PROVIDED provided that a Group IV Lessee (the "NAMED GROUP IV LESSEENamed Lessee") may permit (i) another Group IV Lessee or (ii) a Group IV Lessee lessee under any other Group IV Leasing Company Lease or ANC Rental (each, an "OTHER PERMITTED USER") to use Group IV Vehicles leased by the Named Group IV Lessee hereunder in the ordinary course of the domestic daily rental car operations of such Other Permitted User other Lessee or lessee (but the Named Group IV Lessee shall remain fully liable for its obligations under this Lease and the other Group IV Related Documents); PROVIDED FURTHER provided further that a Group IV Lessee may, from time to time, permit Fleet Sharing Parties to use Group IV Vehicles leased by such Group IV Lessee hereunder pursuant to Group IV Lessee Agreements, including Fleet Sharing Agreements, used in the ordinary course of the Group IV Lessee's business, and each such Fleet Sharing Party shall rent Group IV Vehicles used by it pursuant to a Fleet Sharing Agreement to consumers in the ordinary course of such Fleet Sharing Party's domestic daily rental car operations; PROVIDED FURTHERprovided further, HOWEVERhowever, that the aggregate Group IV Net Book Value of all Group IV Vehicles subject to Fleet Sharing Agreements on any day plus the aggregate Group IV Net Book Value (as defined in the applicable Group IV Leasing Company Lease) of all Group IV Vehicles (as defined in the applicable Group IV Leasing Company Lease) leased under all other Group IV Leasing Company Leases subject to Fleet Sharing Agreements (as defined in the applicable Group IV Leasing Company Lease) on such day shall not exceed an amount equal to the greater of (a) 10% of the sum of the aggregate Group IV Net Book Value of all Group IV Vehicles leased under this Lease and the aggregate Group IV Net Book Value (as defined in the applicable Group IV Leasing Company Lease) of all Group IV Vehicles (as defined in the applicable Group IV Leasing Company Lease) leased under all such other Group IV Leasing Company Leases on such day, and (b) such greater amount in respect of which the Rating Agency Confirmation Condition with respect to each Series of Group IV I Notes shall have been satisfied; PROVIDEDprovided, HOWEVERhowever, any such Rating Agency Confirmation Condition in respect of Moody's shall be satisfied if Moody's has given its prior written notiMood▇'▇ ▇▇ ▇he given prior written notice of the intention to increas▇ ▇▇▇ ▇receding increase the preceding 10% limitation to a greater amount pursuant to clause (b). Notwithstanding any such Group IV Lessee Agreement, each Group IV Lessee shall remain fully liable for its obligations under this Lease and the other Group IV Related Documents (including any obligation hereunder or thereunder that it may cause any Fleet Sharing Party to perform or fulfill). Each Group IV Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Group IV Lessor, the Master Collateral Agent, the Servicer or the Trustee shall from time to time reasonably request in order (x) to establish, perfect and maintain the Group IV Lessor's title to and interest in the Group IV Acquired Vehicles and Company Vehicles and the related Certificates of Title and the Group IV Lessee's title to and interest in all other Group IV Vehicles and the related Certificates of Title as against any third party in any applicable jurisdiction and (y) to establish, perfect and maintain the Master Collateral Agent's lien on all Group IV Vehicles as noted (other than in respect of any Group IV Initial Fleet) on the related Certificates of Title as a perfected first-priority lien in any applicable jurisdiction. A Group IV Lessee may, at the Group IV Lessee's sole expense, change the place of principal location of any Group IV Vehicles. Within sixty (60) days after any such change of location, the Group IV Lessee shall take all actions necessary (i) to maintain the perfected first-priority Lien of the Master Collateral Agent on such Group IV Vehicles as noted (other than in respect of any Group IV Initial Fleet) on the Certificates of Title with respect to such Group IV Vehicles and the Group IV Lessor shall cooperate to the extent required for the Group IV Lessee to do so, and (ii) to meet all material legal requirements applicable to such Group IV Vehicles in connection with, or as a result of, such change of location. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Group IV Lessor's request, each Group IV Lessee shall advise the Group IV Lessor in writing where all Group IV Vehicles leased hereunder as of such date are principally located. No Group IV Lessee shall knowingly use any Group IV Vehicles, or knowingly permit the same to be used, for any unlawful purpose. Each Group IV Lessee shall and shall require the Fleet Sharing Parties to use reasonable precautions to prevent loss or damage to Group IV Vehicles. Each Group IV Lessee shall or shall cause the Fleet Sharing Parties to comply in all material respects with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Group IV Vehicles and shall and shall require the Fleet Sharing Parties to take reasonable steps to ensure that operators are licensed. Each Group IV Lessee shall or shall cause each applicable Fleet Sharing Party to perform, at its own expense, such vehicle preparation and conditioning services with respect to Group IV Vehicles leased by it as are customary.
Appears in 1 contract
Sources: Master Motor Vehicle Lease and Servicing Agreement (Autonation Inc /Fl)
Vehicle Use. Each Group IV Lessee shall use Group IV Vehicles leased hereunder solely for such Group IV Lessee's ’s domestic daily rental car operations, whether through Fleet Sharing Parties or directly; PROVIDED provided that a Group IV Lessee (the "NAMED GROUP IV LESSEE"“Named Lessee”) may permit (i) another Group IV Lessee or (ii) Lessee, the Guarantor, a Group IV Lessee lessee under any other Group IV Leasing Company Lease or ANC Lease, Alamo Rental (eachUS) Inc. or National Rental (US) Inc. or, subject to (A) receipt of prior consent of the Required Noteholders of each Series of Group I Notes and (B) delivery of 30 days prior notice to ▇▇▇▇▇’▇, any other Affiliate of the Guarantor who operates a nationally recognized domestic daily rental car operation (each such entity, an "OTHER PERMITTED USER"“Other Permitted User”) to use Group IV Vehicles leased by the Named Group IV Lessee hereunder in the ordinary course of the domestic daily rental car operations of such Other Permitted User (but the Named Group IV Lessee shall remain fully liable for its obligations under this Lease and the other Group IV Related Documents); PROVIDED FURTHER provided further that a Group IV Lessee may, from time to time, permit Fleet Sharing Parties to use Group IV Vehicles leased by such Group IV Lessee hereunder pursuant to Group IV Lessee Agreements, including Fleet Sharing Agreements, used in the ordinary course of the Group IV Lessee's ’s business, and each such Fleet Sharing Party shall rent Group IV Vehicles used by it pursuant to a Fleet Sharing Agreement to consumers in the ordinary course of such Fleet Sharing Party's ’s domestic daily rental car operations; PROVIDED FURTHERprovided further, HOWEVERhowever, that the aggregate Group IV Net Book Value of all Group IV Vehicles subject to Fleet Sharing Agreements on any day plus the aggregate Group IV Net Book Value (as defined in the applicable Group IV Leasing Company Lease) of all Group IV Vehicles (as defined in the applicable Group IV Leasing Company Lease) leased under all other Group IV Leasing Company Leases subject to Fleet Sharing Agreements (as defined in the applicable Group IV Leasing Company Lease) on such day shall not exceed an amount equal to the greater of (a) 10% of the sum of the aggregate Group IV Net Book Value of all Group IV Vehicles leased under this Lease and the aggregate Group IV Net Book Value (as defined in the applicable Group IV Leasing Company Lease) of all Group IV Vehicles (as defined in the applicable Group IV Leasing Company Lease) leased under all such other Group IV Leasing Company Leases on such day, and (b) such greater amount in respect of which the Rating Agency Confirmation Condition with respect to each Series of Group IV I Notes shall have been satisfied; PROVIDEDprovided, HOWEVERhowever, any such Rating Agency Confirmation Condition in respect of Moody's ▇▇▇▇▇’▇ shall be satisfied if Moody's ▇▇▇▇▇’▇ has given its prior written noti▇▇ ▇▇ ▇he notice of the intention to increas▇ ▇▇▇ ▇receding increase the preceding 10% limitation to a greater amount pursuant to clause (b). Notwithstanding any such Group IV Lessee Agreement, each Group IV Lessee shall remain fully liable for its obligations under this Lease and the other Group IV Related Documents (including any obligation hereunder or thereunder that it may cause any Fleet Sharing Party to perform or fulfill). Each Group IV Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Group IV Lessor, the Master Collateral Agent, the Servicer or the Trustee shall from time to time reasonably request in order (x) to establish, perfect and maintain the Group IV Lessor's ’s title to and interest in the Group IV Acquired Vehicles and Company Vehicles and the related Certificates of Title and the Group IV Lessee's title to and interest in all other Group IV Vehicles and the related Certificates of Title as against any third party in any applicable jurisdiction and (y) to establish, perfect and maintain the Master Collateral Agent's ’s lien on all Group IV Vehicles as noted (other than in respect of any Group IV Initial Fleet) on the related Certificates of Title as a perfected first-priority lien in any applicable jurisdiction. A Group IV Lessee may, at the Group IV Lessee's ’s sole expense, change the place of principal location of any Group IV Vehicles. Within sixty (60) days after any such change of location, the Group IV Lessee shall take all actions necessary (i) to maintain the perfected first-priority Lien of the Master Collateral Agent on such Group IV Vehicles as noted (other than in respect of any Group IV Initial Fleet) on the Certificates of Title with respect to such Group IV Vehicles and the Group IV Lessor shall cooperate to the extent required for the Group IV Lessee to do so, and (ii) to meet all material legal requirements applicable to such Group IV Vehicles in connection with, or as a result of, such change of location. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Group IV Lessor's ’s request, each Group IV Lessee shall advise the Group IV Lessor in writing where all Group IV Vehicles leased hereunder as of such date are principally located. No Group IV Lessee shall knowingly use any Group IV Vehicles, or knowingly permit the same to be used, for any unlawful purpose. Each Group IV Lessee shall shall, and shall require the Fleet Sharing Parties to to, use reasonable precautions to prevent loss or damage to Group IV Vehicles. Each Group IV Lessee shall shall, or shall cause the Fleet Sharing Parties to to, comply in all material respects with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Group IV Vehicles and shall shall, and shall require the Fleet Sharing Parties to to, take reasonable steps to ensure that operators are licensed. Each Group IV Lessee shall shall, or shall cause each applicable Fleet Sharing Party to to, perform, at its own expense, such vehicle preparation and conditioning services with respect to Group IV Vehicles leased by it as are customary.
Appears in 1 contract
Sources: Master Motor Vehicle Lease and Servicing Agreement (Vanguard Car Rental Group Inc.)
Vehicle Use. Each Group IV Lessee shall use Group IV Vehicles leased hereunder solely for such Group IV Lessee's ’s domestic daily rental car operations, whether through Fleet Sharing Parties or directly; PROVIDED provided that a Group IV Lessee (the "NAMED GROUP IV LESSEE"“Named Lessee”) may permit (i) another Group IV Lessee or (ii) Lessee, the Guarantor, a Group IV Lessee lessee under any other Group IV Leasing Company Lease or ANC Lease, Alamo Rental (eachUS) Inc. or National Rental (US) Inc. or, subject to (A) receipt of prior consent of the Required Noteholders of each Series of Group I Notes and (B) delivery of 30 days prior notice to ▇▇▇▇▇’▇, any other Affiliate of the Guarantor who operates a nationally recognized domestic daily rental car operation (each such entity, an "OTHER PERMITTED USER"“Other Permitted User”) to use Group IV Vehicles leased by the Named Group IV Lessee hereunder in the ordinary course of the domestic daily rental car operations of such Other Permitted User (but the Named Group IV Lessee shall remain fully liable for its obligations under this Lease and the other Group IV Related Documents); PROVIDED FURTHER provided further that a Group IV Lessee may, from time to time, permit Fleet Sharing Parties to use Group IV Vehicles leased by such Group IV Lessee hereunder pursuant to Group IV Lessee Agreements, including Fleet Sharing Agreements, used in the ordinary course of the Group IV Lessee's ’s business, and each such Fleet Sharing Party shall rent Group IV Vehicles used by it pursuant to a Fleet Sharing Agreement to consumers in the ordinary course of such Fleet Sharing Party's ’s domestic daily rental car operations; PROVIDED FURTHERprovided further, HOWEVERhowever, that the aggregate Group IV Net Book Value of all Group IV Vehicles subject to Fleet Sharing Agreements on any day plus the aggregate Group IV Net Book Value (as defined in the applicable Group IV Leasing Company Lease) of all Group IV Vehicles (as defined in the applicable Group IV Leasing Company Lease) leased under all other Group IV Leasing Company Leases subject to Fleet Sharing Agreements (as defined in the applicable Group IV Leasing Company Lease) on such day shall not exceed an amount equal to the greater of (a) 10% of the sum of the aggregate Group IV Net Book Value of all Group IV Vehicles leased under this Lease and the aggregate Group IV Net Book Value (as defined in the applicable Group IV Leasing Company Lease) of all Group IV Vehicles (as defined in the applicable Group IV Leasing Company Lease) leased under all such other Group IV Leasing Company Leases on such day, and (b) such greater amount in respect of which the Rating Agency Confirmation Condition with respect to each Series of Group IV I Notes shall have been satisfied; PROVIDEDprovided, HOWEVERhowever, any such Rating Agency Confirmation Condition in respect of Moody's ▇▇▇▇▇’▇ shall be satisfied if Moody's ▇▇▇▇▇’▇ has given its prior written noti▇▇ ▇▇ ▇he notice of the intention to increas▇ ▇▇▇ ▇receding increase the preceeding 10% limitation to a greater amount pursuant to clause (b). Notwithstanding any such Group IV Lessee Agreement, each Group IV Lessee shall remain fully liable for its obligations under this Lease and the other Group IV Related Documents (including any obligation hereunder or thereunder that it may cause any Fleet Sharing Party to perform or fulfill). Each Group IV Lessee shall promptly and duly execute, deliver, file and record all such documents, statements, filings and registrations, and take such further actions as the Group IV Lessor, the Master Collateral Agent, the Servicer or the Trustee shall from time to time reasonably request in order (x) to establish, perfect and maintain the Group IV Lessor's ’s title to and interest in the Group IV Acquired Vehicles and Company Vehicles and the related Certificates of Title and the Group IV Lessee's title to and interest in all other Group IV Vehicles and the related Certificates of Title as against any third party in any applicable jurisdiction and (y) to establish, perfect and maintain the Master Collateral Agent's ’s lien on all Group IV Vehicles as noted (other than in respect of any Group IV Initial Fleet) on the related Certificates of Title as a perfected first-priority lien in any applicable jurisdiction. A Group IV Lessee may, at the Group IV Lessee's ’s sole expense, change the place of principal location of any Group IV Vehicles. Within sixty (60) days after any such change of location, the Group IV Lessee shall take all actions necessary (i) to maintain the perfected first-priority Lien of the Master Collateral Agent on such Group IV Vehicles as noted (other than in respect of any Group IV Initial Fleet) on the Certificates of Title with respect to such Group IV Vehicles and the Group IV Lessor shall cooperate to the extent required for the Group IV Lessee to do so, and (ii) to meet all material legal requirements applicable to such Group IV Vehicles in connection with, or as a result of, such change of location. Following a Lease Event of Default or Manufacturer Event of Default, and upon the Group IV Lessor's ’s request, each Group IV Lessee shall advise the Group IV Lessor in writing where all Group IV Vehicles leased hereunder as of such date are principally located. No Group IV Lessee shall knowingly use any Group IV Vehicles, or knowingly permit the same to be used, for any unlawful purpose. Each Group IV Lessee shall shall, and shall require the Fleet Sharing Parties to to, use reasonable precautions to prevent loss or damage to Group IV Vehicles. Each Group IV Lessee shall shall, or shall cause the Fleet Sharing Parties to to, comply in all material respects with all applicable statutes, decrees, ordinances and regulations regarding acquiring, titling, registering, leasing, insuring and disposing of Group IV Vehicles and shall shall, and shall require the Fleet Sharing Parties to to, take reasonable steps to ensure that operators are licensed. Each Group IV Lessee shall shall, or shall cause each applicable Fleet Sharing Party to to, perform, at its own expense, such vehicle preparation and conditioning services with respect to Group IV Vehicles leased by it as are customary.
Appears in 1 contract
Sources: Master Motor Vehicle Lease and Servicing Agreement (Vanguard Car Rental Group Inc.)